SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1 TO CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: July 18, 2002
Dynamic Materials Corporation
-------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-8328 84-0608431
- -------------------------------- --------------------------- -------------------
(State or other jurisdiction of (Commission file number) (IRS Employer
incorporation) Identification No.)
5405 Spine Road, Boulder, Colorado 80301
- ------------------------------------------------------------- -------------
(Address of principal executive offices) (ZIP Code)
(303) 655-5700
-----------------------------------------------
(Registrant's telephone number, including
area code)
Not Applicable
----------------------------------------------------------
(Former name or former address, if changed since last
report)
Pursuant to this Form 8-K/A, the registrant amends Item 4 of the Form 8-K
Current Report dated July 18, 2002 to clarify in the second paragraph that none
of the reports of Arthur Andersen LLP with respect to the last two fiscal years
of registrant contained an adverse opinion or disclaimer or was qualified or
modified as to uncertainty, audit scope or accounting principles.
Item 4. Changes in Registrant's Certifying Accountant.
On July 12, 2002, the Company dismissed Arthur Andersen LLP ("Arthur
Andersen") as the independent public accountants of Dynamic Materials
Corporation (the "Company") and, upon the recommendation of our Audit Committee,
the Board of Directors approved the appointment of Ernst & Young LLP ("Ernst &
Young") to serve as independent public accountants for the fiscal year ending
December 31, 2002. The change in the Company's auditors is effective July 18,
2002.
None of Arthur Andersen's reports on the Company's consolidated financial
statements for the two fiscal years ended December 31, 2000 and 2001 contained
an adverse opinion or a disclaimer of opinion, nor was such report qualified or
modified as to uncertainty, audit scope or accounting principles.
During each of the Company's two most recent fiscal years and through the
date of this report, there were:
(i) no disagreements with Arthur Andersen on any matter of accounting
principle or practice, financial statement disclosure, or auditing
scope or procedure which, if not resolved to Arthur Andersen's
satisfaction, would have caused them to make reference to the subject
matter in connection with their report on the Company's consolidated
financial statements for such year; and
(ii) no reportable events as defined in Item 304(a)(1)(v) of Regulation
S-K.
We have requested Arthur Andersen to furnish us a letter addressed to the
Securities and Exchange Commission stating whether it agrees with the above
statements. A representative of Arthur Andersen has informed the Company that
Arthur Andersen is no longer furnishing such letters.
During each of the two most recent fiscal years and through the date of
this report, the Company did not consult Ernst & Young with respect to the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
the Company's consolidated financial statements, or any other matters or
reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following exhibit is filed in accordance with the requirements of Item
601 of Regulation S-K.
(c) Exhibits
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DYNAMIC MATERIALS CORPORATION
Date: July 25, 2002 By: /s/ Richard A. Santa
-------------------------------
Name: Richard A. Santa
Title: Vice President and Chief
Financial Officer